Anti-Bribery & Corruption Policy (ISO 37001-Aligned)

1. Purpose & Scope

Complete Licensing (“the Company”) is committed to conducting all aspects of its operations ethically, lawfully, and with integrity. We have zero tolerance for bribery and corruption in any form. This Policy outlines our approach to preventing, detecting, and dealing with bribery and corruption, in alignment with:

• ISO 37001 (Anti-Bribery Management Systems),
• The UK Bribery Act 2010, and
• Other relevant anti-corruption laws and regulations in the regions where we operate.

This Policy applies to all officers, directors, employees, consultants, contractors, interns, volunteers, and other individuals or entities acting for or on behalf of Complete Licensing worldwide. It also extends to all subsidiaries, affiliates, and joint ventures under the Company’s control.

2. Policy Statement

1. Zero Tolerance: The Company strictly prohibits any form of bribery, corruption, improper payments, or inducements (direct or indirect) made to or received from any individual or entity, whether private or public.
2. Compliance with Law: We comply with all anti-bribery and corruption regulations, including but not limited to the UK Bribery Act 2010, regardless of local customs or practices in the countries where we operate.
3. ISO 37001 Alignment: We maintain an Anti-Bribery Management System aligned with ISO 37001 requirements, ensuring a continual cycle of risk assessment, prevention, monitoring, and improvement.

3. Definitions

• Bribery: Offering, promising, giving, requesting, or accepting a financial or other advantage with the intention of inducing or rewarding improper performance of a function or activity.
• Corruption: Abuse of entrusted power for private gain, including bribery, extortion, fraud, collusion, or money laundering.
• Facilitation Payment: Typically small, unofficial payments made to speed up or facilitate routine government actions; these are strictly prohibited.
• Improper Performance: A breach of the expectation of good faith, impartiality, or trust, judged by what a reasonable person in the UK would expect in relation to the performance of the relevant function or activity (as set out in the Bribery Act 2010).

4. Roles & Responsibilities

1. Director: I, Mr. James Hoffelner, am the Director of Complete Licensing and hold overall accountability for anti-bribery and corruption compliance. I ensure that the Company’s leadership fosters a culture of integrity and that appropriate resources are available to implement this Policy and maintain our Anti-Bribery Management System.
2. Management Team: Responsible for demonstrating leadership and commitment to the Policy, communicating it effectively, and carrying out regular risk assessments, due diligence, and audits.
3. Employees & Associated Persons: Every individual acting on behalf of Complete Licensing is responsible for following this Policy, completing mandatory trainings, reporting any concerns, and cooperating with investigations or audits.

5. Prohibited Activities

1. Bribing or Attempting to Bribe: Offering or giving any financial or other advantage, including gifts, hospitality, or favors, to improperly influence an individual in the performance of their duties.
2. Accepting Bribes: Soliciting or receiving benefits where there is an expectation—explicit or implied—of favorable treatment in return.
3. Bribing Foreign Officials: Providing, promising, or offering any advantage to foreign public officials to influence them in their official capacity, unless expressly permitted by written law.
4. Facilitation Payments: Making or authorizing small payments to speed up routine government processes.
5. Improper Gifts, Hospitality, and Expenses: Offering or accepting lavish or disproportionate gifts, hospitality, entertainment, or travel that could create a sense of obligation or conflict of interest.
6. Political Contributions: Making contributions to political parties, candidates, or causes for the purpose of obtaining an improper business advantage.

6. Risk Assessment & Due Diligence

1. Risk Identification: Complete Licensing conducts periodic risk assessments to identify and evaluate exposure to bribery and corruption risks—particularly in regions, markets, or sectors where corruption risks are high.
2. Due Diligence: We perform appropriate due diligence on third parties (e.g., partners, agents, distributors, contractors) before onboarding and on an ongoing basis, especially if they act on our behalf or interact with government officials.
3. Monitoring & Review: We continually monitor compliance risks and adjust our controls, policies, and procedures based on evolving circumstances and newly identified threats.

7. Gifts, Hospitality & Expenses

1. Moderate & Transparent: Any business-related gift, hospitality, or expense must be modest, infrequent, and clearly documented.
2. Approvals: Expenditure over certain monetary thresholds or involving government officials must be pre-approved by a designated manager or the Compliance lead.
3. Record-Keeping: All gifts, hospitality, or expenses provided or received must be recorded accurately and promptly in accordance with our accounting policies.

8. Training & Awareness

1. Mandatory Training: The Company provides regular anti-bribery and corruption training for all employees and associated persons, tailored to their roles.
2. Updates & Refreshers: We conduct refresher training sessions, referencing the UK Bribery Act 2010 and related regulations, to keep everyone informed of their obligations and of any changes in law.

9. Reporting & Whistleblowing

1. Speak Up: Anyone who encounters bribery or corrupt practices must immediately report them through the Company’s dedicated reporting channels
2. Confidentiality & Protection: We treat reports of misconduct in confidence and protect whistleblowers from retaliation. Failure to report a known or suspected violation can itself be a disciplinary offense.

10. Record-Keeping & Audits

1. Accurate Records: All financial transactions, third-party contracts, expense reports, and other relevant records must be accurate, complete, and transparent.
2. Audit & Monitoring: Internal audits or external reviews may be undertaken periodically to assess the effectiveness of this Policy and verify that our Anti-Bribery Management System meets ISO 37001 requirements.

11. Breach & Consequences

1. Disciplinary Actions: Violations of this Policy can result in disciplinary action, up to and including termination of employment or other relationships with the Company.
2. Legal Consequences: Individuals may face criminal prosecution, fines, or imprisonment if they participate in or fail to prevent bribery. Complete Licensing may also face unlimited fines and suffer reputational harm.

12. Policy Review

We will review and update this Policy periodically (at least annually) or when significant changes in law, regulation, or operations occur. The Director, Mr. James Hoffelner, is responsible for initiating and approving Policy revisions.

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Mr. James Hoffelner

Director, Complete Licensing

Date: 16th April 2025

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Note

This Policy has been prepared in accordance with:

• The Bribery Act 2010
• ISO 37001 standards
• Complete Licensing’s commitment to ethical business practices.

All Complete Licensing personnel and third parties acting on our behalf are expected to read, understand, and adhere to this Policy at all times. If you have questions or need further clarification, please contact the Director or the Compliance lead.